Exhibit 10.30 


EIGHTH AMENDMENT 

TO

LOAN AND SECURITY AGREEMENT 


This Eighth Amendment
to Loan and Security Agreement is entered into as of June 30, 2014 (the “Amendment”), by and between AVIDBANK CORPORATE
FINANCE, a division of AVIDBANK (“Bank”), and USA TECHNOLOGIES, INC. (“Borrower”).


RECITALS


Borrower and Bank
are parties to that certain Loan and Security Agreement dated as of June 21, 2012 and that certain First Amendment to Loan and
Security Agreement dated as of January 1, 2013, that certain Second Amendment to Loan & Security Agreement dated as of April
2, 2013, that certain Third Amendment to Loan and Security Agreement dated as of April 11, 2013, that certain Fourth Amendment
to Loan and Security Agreement dated as of April 29, 2013, that certain Fifth Amendment to Loan and Security Agreement dated as
of September 26, 2013, that certain Sixth Amendment to Loan and Security Agreement dated as of May 15, 2014, and that certain Seventh
Amendment to Loan and Security Agreement is entered into as of June 17, 2014 (collectively, the “Agreement”). Borrower
and Bank desire to amend the Agreement in accordance with the terms set forth herein.


NOW, THEREFORE,
the parties agree as follows:


1.      Borrower acknowledges that there are existing and uncured Events of Default arising from Borrower’s failure
to comply with Section 6.9 of the Agreement for the period ended May 31, 2014 (the “Covenant Default”). Subject to
the conditions contained herein and performance by Borrower of all of the terms of the Agreement after the date hereof, Bank waives
the Covenant Default. Bank does not waive Borrower’s obligations under such section after the date hereof, and Bank does
not waive any other failure by Borrower to perform its Obligations under the Loan Documents.


2.      Section
6.4 of the Agreement is amended and restated in its entirety to read as follows:


6.4Audits.
Bank shall have a right from time to time hereafter to audit Borrower’s Accounts and appraise Collateral at Borrower’s
expense, provided that such audits will be conducted no more often than every six (6) months (during May and November of each calendar
year, unless such other schedule may be agreed to by Bank and Borrower) unless an Event of Default has occurred and is continuing.


3.       Section
6.10 of the Agreement is amended in its entirety to read as follows:


6.10Adjusted
EBITDA. Borrower shall achieve a minimum Adjusted EBITDA, measured on a quarterly basis, in the following amounts:


	Fiscal Quarter	Minimum Adjusted EBITDA
	Fiscal quarter ending June 30, 2014:	$1,250,000
	Fiscal quarter ending September 30, 2014:	$1,600,000
	Fiscal quarter ending December 31, 2014:	$1,800,000
	Fiscal quarter ending March 31, 2015:	$2,100,000
	Fiscal quarter ending June 30, 2015:	$2,600,000


 


Borrower shall
achieve a minimum Adjusted EBITDA for the remaining fiscal quarters in 2015 and beyond in such amounts as may be mutually agreed
upon by Borrower and Bank with reference to Borrower’s annual operating projections for such year(s) delivered to Bank in
accordance with Section 6.3(f).





4.       Exhibit D to the Agreement is replaced in its entirety with Exhibit D attached hereto.






    	



    	 



    

 


5.       Unless
otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended
hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed
in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate
as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date
hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement.


6.       Borrower
represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date
of this Amendment, and that no Event of Default (other than the Covenant Defaults) has occurred and is continuing.


7.       This
Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall
constitute one instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf”
format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature
is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original hereof.
Notwithstanding the foregoing, Borrower shall deliver all original signed documents no later than ten (10) Business Days following
the date of execution.


8.       As
a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the
following:


(a)     this
Amendment, duly executed by Borrower; and


(b)     payment
of an amendment fee equal to $1,000, plus payment of all Bank Expenses incurred by Bank through the date hereof.


 


[signature
page follows]




    	 



    	 



    

 


IN WITNESS WHEREOF,
the undersigned have executed this Amendment as of the first date above written.


	 	USA TECHNOLOGIES, INC.
	 	 
	 	By: 	/s/ David M. DeMedio
	 	 	 
	 	Title: 	Chief Financial Officer
	 	 	 
	 	 	 
	 	 	 
	 	AVIDBANK CORPORATE FINANCE,

        a division of AVIDBANK
	 	 	 
	 	By:	/s/ Jeffrey Javier
	 	 	 
	 	Title:	Senior Vice President



 








    	 



    	 



    

 


Exhibit
D

Compliance Certificate


		TO:	AVIDBANK CORPORATE FINANCE, A DIVISION OF AVIDBANK



		FROM:	USA TECHNOLOGIES, INC.



The undersigned authorized officer of
USA TECHNOLOGIES, INC. hereby certifies that in accordance with the terms and conditions of the Loan and Security Agreement between
Borrower and Bank (the “Agreement”), (i) Borrower is in complete compliance for the period ending _______________
with all required covenants except as noted below and (ii) all representations and warranties of Borrower stated in the Agreement
are true and correct as of the date hereof. Attached herewith are the required documents supporting the above certification. The
officer further certifies that these are prepared in accordance with Generally Accepted Accounting Principles (GAAP) and are consistently
applied from one period to the next except as explained in an accompanying letter or footnotes.


Please indicate compliance status by circling Yes/No under “Complies” column. 


	Reporting Covenant	Required	Complies
				
	Schedule of Revenue Proceeds	Weekly 	Yes	No
	Transaction Report of Cash Disbursements &  Collections	Weekly 	Yes	No
	A/R & A/P Agings 	Monthly within 20 days	Yes	No
	Borrowing Base Certificate and Compliance Certificate	Monthly within 20 days		
	Monthly statements from JPMorgan Chase	Monthly within 5 days of receipt	Yes	No
	Monthly financial statements 	Monthly within 20 days	Yes	No
	Annual financial statements (CPA Audited) 	FYE within 120 days	Yes	No
	Annual Projections	within 30 days of Fiscal Year beginning	Yes	No
	10K and 10Q	(as applicable)	Yes	No
	A/R Audit	Semi-Annual	Yes	No
	IP Notices	As required under Section 6.11	Yes	No
	 	 	 	 
				
	Financial Covenant	Required	Actual	Complies
	 	 	 		
	RML for month ended _______________	 	$__________	Yes	No
	When RML is negative, Minimum Liquidity of at least:	6 months RML	$__________	Yes	No
	When RML is positive, ratio of Current Assets to Current Liabilities of at least:	1.00 to 1.00	________ : 1.00	Yes	No
	Minimum Adjusted EBITDA for quarters ending:				
	June 30, 2014: 	$1,250,000	$__________	Yes	No
	September 30, 2014: 	$1,600,000	$__________	Yes	No
	December 31, 2014: 	$1,800,000	$__________	Yes	No
	March 31, 2015: 	$2,100,000	$__________	Yes	No
	June 30, 2015: 	$2,600,000	$__________	Yes	No
	 	 	 
	Comments Regarding Exceptions:  See Attached.	  BANK USE ONLY
			
			  Received
by:  	
		Sincerely,	AUTHORIZED SIGNER
			
			  Date:	 
			
		                                                                                              	  Verified: 	
		SIGNATURE	AUTHORIZED SIGNER
	 	 	 
		                                                                                              	 Date:	
		TITLE	
	 	 	 	 	 
		                                                                                              	  Compliance Status	Yes	No
			
		DATE